United States District Court, D. New Jersey
B. CLARK, III UNITED STATES MAGISTRATE JUDGE
MATTER comes before the Court on a motion by
Plaintiff Hampden Engineering Corporation
(“Plaintiff”) for leave to file a Third Amended
Complaint [ECF No. 31]. Defendant Shear Technology, LLC
(“Defendant”) opposes Plaintiff's motion
[ECF. No. 34]. For the reasons set forth below,
Plaintiff's motion to file a Third Amended Complaint
[ECF. No. 31] is DENIED.
BACKGROUND AND PROCEDURAL HISTORY
commenced this action on October 13, 2015 by filing its
Complaint. ECF No. 1. On November 19, 2015, Defendant filed a
Motion to Dismiss Plaintiff's Complaint. ECF No. 9. In
response to Defendant's motion, Plaintiff filed an
Amended Complaint and the Court subsequently terminated
Defendant's motion. See ECF No. 11. On December
21, 2015, Defendant filed a Motion to Dismiss Plaintiff's
Amended Complaint. By Opinion and Order dated August 26,
2016, the Honorable Claire C. Cecchi (“Judge
Cecchi”) granted in part and denied in part
Defendant's Motion to Dismiss. ECF Nos. 18, 19.
Specifically, the Court denied the motion to dismiss Count I,
and granted the motion to dismiss Counts II-VIII.
September 23, 2016, Plaintiff filed its Second Amended
Complaint. ECF No. 20. Shortly thereafter, Defendant again
moved to dismiss. ECF No. 21. By Memorandum Opinion and Order
dated May 5, 2017, Judge Cecchi denied Defendant's Motion
to Dismiss. ECF No. 25. On July 26, 2017, the Court held an
initial conference and entered a Pretrial Scheduling Order
(“Scheduling Order”) directing the parties to
file motions for leave to amend the pleadings by no later
than November 9, 2017. Scheduling Order ¶¶ 15, 16,
ECF No. 29. The next day on July 27, 2017, the Court entered
an Amended Scheduling Order curing errors in the previous
Scheduling Order, but the date for the parties to file
motions to amend remained the same.
now seeks leave to file a Third Amended Complaint. ECF No.
31. In its Third Amended Complaint, Plaintiff seeks to
introduce thirty-nine (39) new claims against Defendant.
Defendant opposes Plaintiff's motion. Defendant presents
arguments as to undue delay, bad faith, prejudice and
futility. Def.'s Br. at 1, ECF No. 34.
Rule 15 Standard
to Federal Rule of Civil Procedure 15(a), “a party may
amend its pleading only with the opposing party's written
consent or the court's leave” and “[t]he
court should freely give leave when justice so
requires.” The decision to grant leave to amend rests
within the sound discretion of the trial court. Zenith
Radio Corp. v. Hazeltine Research Inc., 401 U.S. 321,
330 (1970). In determining a motion for leave to amend,
Courts consider the following factors: (1) undue delay on the
part of the party seeking to amend; (2) bad faith or dilatory
motive behind the amendment; (3) repeated failure to cure
deficiencies through multiple prior amendments; (4) undue
prejudice on the opposing party; and/or (5) futility of the
amendment. See Great Western Mining & Mineral Co. v.
Fox Rothschild LLP, 615 F.3d 159, 174 (3d Cir. 2010)
(quoting Foman v. Davis, 371 U.S. 178, 182 (1962)).
In addition, “[t]he Third Circuit has consistently
emphasized the liberal approach to pleading embodied by Rule
15.” Endo Pharma v. Mylan Techs Inc., 2013
U.S. Dist. LEXIS 32931, at *4 (D. Del. Mar. 11, 2013). The
Court should only deny leave when these factors
“suggest that amendment would be ‘unjust'. .
..” Arthur v. Maersk, Inc., 434 F.3d 196, 203
(3d Cir. 2006).
Rule 15 Analysis
presents arguments as to undue delay, bad faith, prejudice
and futility. Def.'s Br. at 1, ECF No. 34. The legal test
governing motions to amend is in the disjunctive, meaning
that if Defendant meets its burden to prove any one of these
elements, the Proposed Third Amended Complaint should not be
permitted. Therefore, to the extent necessary, the Court will
address each argument, in turn.
contends that Plaintiff's delay in filing its motion was
undue. Defendant puts forth two arguments. Initially,
Defendant argues that Plaintiff's motion has prolonged
litigation, and if it is accepted it will continue to prolong
resolution of this matter which will cause the Court to
expend unnecessary time and resources. Specifically,
Defendant argues that because this case is over two years
old, and because Plaintiff had more than four months to seek
leave to file a Third Amended Complaint, the Court should not
grant Plaintiff's motion. See Def.'s Br. at
4, ECF No. 34. Defendant further contends that the Court
should not grant Plaintiff's motion because Plaintiff was
aware of the factual allegations it now seeks to assert more
than four and a half years ago and Plaintiff failed to offer
any explanation as to why it did not include its proposed
claims in its previous Amended Complaints. Id. at 5.
finding of undue delay, without a finding of prejudice, may
justify denial of a motion to amend “when the amendment
is grounded on ‘bad faith or dilatory motive, truly
undue or unexplained delay . . ..'” Inline
Connection Corp. v. AOL Time Warner Inc., 237 F.R.D.
361, 369 (D.Del. 2006) (quoting Heyl & Patterson
Int'l, Inc. v. F.D. Rich Housing of the Virgin Islands,
Inc.,663 F.2d 419, 425 (3d Cir. 1981)). Courts in this
circuit have denied motions to amend based solely on undue
delay when a long delay was unexplained. See Lorenz v.
CSX Corp.,1 F.3d 1406 (3d Cir. 1993) (affirming denial
to amend where the district court made no finding of
prejudice but leave to amend was filed nearly two years after
the prior amendment); USX Corp. v. Barnhart, 395
F.3d 161 (3d Cir. 2004) (affirming denial of leave to amend
on the ground of unreasonable delay where the movant waited
more than three years to amend). ...